As a Florida entrepreneur, becoming part of a franchise may be a no-brainer in taking your business to the next level.
Whether you choose to develop a franchise network of your own or you become a franchisee, franchising can be a lucrative opportunity for Florida business owners.
However, the reality of following the franchise roadmap to the pot of gold is more complex than it seems. Speaking with a franchise lawyer before you sign a contract can help keep you safe and on the road to success.
“There are a lot more government regulations involved in creating and managing a franchise arrangement than in licensing a trademark or name. These regulations impact both the franchisor and the franchisee.”Ashley Brewer, Brands and Trademarks Attorney
In this blog post, the BrewerLong team will help franchise entrepreneurs understand when to consult an Orlando franchise attorney. Both Florida and the federal government heavily regulate the formation and operation of franchises, so you will likely need a little legal assistance along the way.
We will also discuss how talking with an Orlando franchise lawyer can help you identify and mitigate risks associated with franchise operations and compliance. As always, if you have a question regarding franchise law, don’t hesitate to contact the business lawyers at BrewerLong. We’re always available to assess your case.
What is a Franchise?
Federal Franchise Law Definition
Laws defining “franchise” vary slightly from state to state. Most are closely aligned with the federal regulations, and Florida franchise law is no exception. The Federal Trade Commission (“FTC”) states that a franchise is created whenever there is the existence of the following arrangements:
- The franchisee pays to use trademarks or trade names of and by the franchisor;
- The franchisor provides significant assistance to, or maintains control of, the franchisee; and
- The franchisee pays the franchisor an amount greater than $500.
Most states define franchises in a similar manner to the FTC definition. Speak with a knowledgeable franchise lawyer if you have questions about the FTC definition of a franchise. Understanding the key definitions before pursuing a franchise opportunity as either a franchisor or franchisee can help put you in the best possible position for success.
Florida Franchise Law Definition
Florida’s Franchise Act is very similar to the FTC definition, with a few notable exceptions. The Florida franchise law specifies that where an agreement between two or more people exists, the following may constitute a franchise agreement:
- If a commercial relationship of definite duration or continuing indefinite duration is involved;
- If one party is granted the right to offer, sell, and distribute goods or services manufactured, processed, distributed, or, in the case of services, organized and directed by another party;
- If one party operates an independent business that constitutes a component of the other party’s distribution system; and
- If the operation of one party’s business is substantially reliant on the other for the basic supply of goods.
Before entering into a contract that may contain any of the above terms, speak with an experienced franchise lawyer. A knowledgeable Orlando franchise attorney can help you identify the benefits and potential pitfalls of a Florida franchise agreement. Signing a franchise agreement without the benefit of legal review can leave you exposed to a lot of unforeseen liability.
What Types of Agreements Should a Franchise Lawyer Review?
A franchise lawyer can and should review every major document and contract relating to your franchise. It does not matter whether you are the franchisor or the franchisee.
Having an Orlando franchise attorney draft your franchise disclosure and your franchise agreement—two key franchise documents—is essential. However, your franchise lawyer should also prepare or review all the documents required by Florida franchise law to own, operate, and license a franchise.
Our BrewerLong team helps Florida entrepreneurs handle documents related to their franchises every day. Some of the documents and plans we are frequently asked to review by franchisee and franchisor clients include:
- Plans related to entity structure for a franchise system;
- Offering documents for franchise investment;
- Trademark and brand protection plans;
- Franchise disclosure documents and disclosure compliance;
- Franchise agreements;
- Trademark and licensing agreements;
- Master vendor contracts;
- Employment agreements;
- Franchise marketing materials;
- Risk mitigation plans; and
- Sales compliance and disclosure plans.
This is not an exhaustive list. We are often called upon by our franchise clients to review all manner of legal documents. You should feel comfortable relying on your franchise lawyer for wherever business advice you need relating to your franchise business.
Should I Talk to a Franchise Lawyer If I Am Buying or Selling a Business?
Talking to an Orlando franchise lawyer can also help take the headache out of buying or selling a franchise business. Maybe you’re selling your franchise business and retiring. Maybe you’re selling your individual franchise so you can explore other franchise options. Maybe you’re looking to get into your first franchise. In any case, speaking with a franchise lawyer is essential to success.
A franchise lawyer can help you understand the nuances of selling part or all of your franchise system if you’re a franchisor. If you’re a franchisee, a knowledgeable Orlando franchise attorney can help you navigate any non-compete or non-solicit covenants you may have if your goal is to buy a franchise.
Will a Franchise Lawyer Help Me with Ongoing Florida Franchise Law Compliance?
As either a franchisee or franchisor, your business may come with ongoing compliance requirements. These can be internal to the company, or they can be external and come from the government.
Sometimes, they depend on the type of business you franchise. For instance, food service franchises will need to comply with state and local health regulations. Franchise restaurants will likely also need to comply with any company-wide compliance requirements about stock, branding, and cleanliness.
Having overlapping—and possibly conflicting—requirements may pose unique challenges to Florida franchise entrepreneurs. These compliance requirements may prove especially daunting for new business owners.
Working with an experienced franchise lawyer can help you navigate some of the thorniest business compliance requirements. Whether you’re facing regular issues of corporate compliance with the Secretary of State’s office, or more subtle issues of internal business compliance, speak with an Orlando franchise lawyer today.
How BrewerLong Can Help Orlando Franchise Businesses
At BrewerLong, we put your company’s best interests first. With years of experience helping our business clients in the Orlando area succeed, we know what it takes to make your company a success. With decades of experience helping entrepreneurs, franchisors, and franchisees, BrewerLong business law attorneys have the experience to help you understand Florida franchise law.
We will provide you with an outside perspective and explain all of your legal options for your business decisions. We have the knowledge and experience to help your business grow and succeed at every stage. Contact us today.
This blog post is provided on an “as is” and “as available” basis as of the date of publication. We disclaim any duty to update or correct any information contained in this blog post, including errors, even if we are notified about them. To the fullest extent permitted by law, we disclaim all representations or warranties of any kind, express or implied with respect to the information contained in this blog post, including, but not limited to, warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, completeness, and timeliness. We will not be liable for damages of any kind arising from or in connection with your use of or reliance on this blog post, including, but not limited to, direct, indirect, incidental, consequential, and punitive damages. You agree to use this blog post at your own risk. Regarding your particular circumstances, we recommend that you consult your own legal counsel–hopefully BrewerLong.